The Last Night
by whackybiscuit
Summary: Request by by Gakuto1991. Before leaving to rescue Kisuke, Yoruichi decides to have one last special moment with her pupils Soi-Fon and Byakuya... YoruichixSoi-FonXByakuya!


The Last Night  
Soi-FonXByakuyaXYoruichi

 **A.N.: This is a request by Gakuto1991. One-Shot!  
Disclaimer: I don't own Bleach.  
Warning: Lemon! Threesome! Bit Yuri!**

 _ **100 Years Ago….  
**_ **Soul Society**

As Kisuke and Tessai were apprehended by the guards, Kisuke's own men, Yoruichi silently looked on from atop a building. The frown she wore betrayed her feelings. Obviously there was something going on and Kisuke and Tessai were being played. Many things Kisuke was, but a monster who experimented with Hollowfication was something he was not. She knew her friend and had to stop this madness. No doubt those idiots at Central 46 would never listen to reason. She had only one choice.

She had to break them out.

Taking a deep breath, she walked back to her squad. It had to be the longest walk back in her life. She knew the consequences of what she was about to do. Once she had sprung Kisuke and Tessai she would be forced to leave the Soul Society, as well as her squad, her family, her fellow captains….

…And her students.

Her thoughts turned to Byakuya and Soi-Fon and her heart saddened greatly. Soi-Fon, who worshipped the ground she walked on; her special little bee. Byakuya, whom she trained despite their constant teasing, her little ball of spunk. She sighed when she realized that after tomorrow she may never see them again. Or worse, they would view her as an enemy.

Reaching the Squad, she came to a decision. Tomorrow she would bust out Kisuke and Tessai. But for tonight, she wanted to have one last moment to bond with her students. Sending out two Hell Butterflies to the two, she headed for the hot springs, wanting to get ready.

This was, after all, their last night together….

 _ **Two hours later….  
**_ **Squad 2: Yoruichi's Private Hot Springs**

Soi-Fon came running up to hot springs, dressed in a simple white robe. Following her orders, she had taken off her normal clothes and slipped on a bath robe, being told to head for her captain's private hot springs. For her it was more than just an honor. Yoruichi never let anybody near the springs so to Soi-Fon it was like being invited into the gates of heaven.

"Soi-Fon?"

Turning around, Soi-Fon was shocked to see the young heir to the Kuchiki Clan, Byakuya Kuchiki, come walking up to her, dressed in a similar outfit. "Byakuya Kuchiki? What the hell are you doing here?" Soi-Fon angrily demanded. "These are Lady Yoruichi's private grounds. You're not supposed to be here!"

But she was interrupted when the Hell Butterfly Byakuya had been following fluttered by. "I was called here by Lady Yoruichi. I don't know why though, or why she asked me to wear nothing but a plain robe," the young man said, not comfortable with the situation.

"Isn't it obvious?"

The two young Soul Reapers turned and saw through the steam Yoruichi Shihoin, sitting in one of the hot springs. "Lady Yoruichi!" Soi-Fon blushed and felt faint. Here her goddess was, naked in front of her. Byakuya also looked away. Yoruichi would occasionally flash him but even though he had seen her naked several times he was still a boy. "Ma'am, could you please put a towel on?"

Chuckling, Yoruichi stood up, the water cascading down her body as she ran a hand up her smooth, toned stomach. "I called you both here. You two have been training hard and I wanted to give you a reward." She chuckled when she saw both of them look away. "Come now. It's a hot spring. No need to be shy…."

Blushing, Soi-Fon's legs wobbled at the thought. Her captain had never invited her to her hot springs before. "But…Lady Yoruichi!" she insisted. "It's so…." She was taken off guard when Yoruichi appeared behind her, pulling away the ties to both her and Byakuya's robes.

"What the hell do you think you're doing?" Byakuya shouted as Yoruichi pulled away their robes. The young man tried to back away but was taken aback when Yoruichi pulled him and Soi-Fon close, wrapping an arm around both of their waists. The two young Soul Reapers blushed as their bodies pressed against Yoruichi's bosom, too shocked to try to push away. "Lady Yoruichi…."

Removing his hair-tie, Yoruichi smiled at the boy, giving him not a pesky, mischievous smile but the smile that only a real friend could give, causing his heart to pound in his chest. "Come now, Little Byakuya. We're all friends here. So why not have some fun?" Byakuya gasped when she reached around and grasped his cock, working him to hardness. Soi-Fon likewise gasped as the werecat's other hand traveled to her clit, sensually rubbing her. Both of the two young Soul Reapers moaned as the captain got them aroused. "Soi-Fon…" she whispered before kissing the small girl. Soi-Fon thought her heart would explode from joy as Yoruichi pulled away. "Byakuya…" Byakuya's turned bright red as Yoruichi kissed him, her tongue swiping at his lips for entrance. Slowly, both Byakuya's and Soi-Fon's hands went to Yoruichi's body, feeling her up.

The two protégés both moaned as Yoruichi sped up her rubbing/stroking. Because both Soi-Fon and Byakuya were massive prudes, it didn't take much for the two to climax from Yoruichi's ministrations. Byakuya moaned into Yoruichi's lips while Soi-Fon threw her head back and cried out while they came, Yoruichi's hand becoming soaked from Soi-Fon's juices while Byakuya's sticky load hit the ground. Chuckling, she patted both their heads. "You two look so cute when you cum." Pulling away from the two, she sank back into the hot spring and sat down, gesturing to the two with a finger. "Come here, you two."

As if enchanted by a witch, Soi-Fon and Byakuya's legs moved on their own, the two quickly getting into the hot spring. Wadding through the steaming water, they made their way to Yoruichi who caressed both their cheeks before guiding their heads to her breasts. Leaning down, the two young Soul Reapers gently started to suck and nibble on her breasts. Soi-Fon sucked like a baby hungry for milk while Byakuya nibbled and gently tenderized her tit with his teeth. "Ooooh…" Yoruichi sighed, running wet hands through their hair. "Look at you two. You're just like little children feeding off their mother."

The two ignored her and continued to suckle her. Byakuya, having never touched a woman before, lost himself to his teen hormones, eagerly sucking on her. Soi-Fon thought she'd died and gone to heaven, having always wanted to pleasure Yoruichi.

Deciding that the tender foreplay was enough, Yoruichi lifted their heads up. "Why don't you two show me just how good you are? Soi-Fon, Byakuya." She winked at the two and they got the message of what she wanted them to do.

The two turned to each other and blushed. "But…Lady Yoruichi!" Byakuya insisted. "I can't…not with her. We…we hardly know each other!"

"Yes! And he's a noble! I can't…."

"Oh come now, you two. Don't be such stiffs. Soi-Fon, you're a noble too, don't you remember?" Yoruichi said, getting up and placing several soft towels on the ground. "Trust me. It'll feel good."

Gulping, Soi-Fon and Byakuya looked at each other awkwardly before getting out of the pool. Yoruichi gently pushed Byakuya down onto his back, the boy lying on the towels. Her body shaking, Soi-Fon hesitantly got on top of him, her face getting redder by the minute as she felt the tip of Byakuya's cock touch her lower half. Byakuya may have been just a boy, but he was certainly a man in some regards. Byakuya gasped as Soi-Fon lowered herself down onto his cock, feeling a woman's flower for the first time. Soi-Fon grimaced as she sank down on the boy, her hands on his chest to try and steady herself. "Ooooooh…" she groaned as the boy stretched her virgin walls. She didn't have a barrier after tearing it from playing with herself but she was still tight.

"That's good," Yoruichi purred into her ear, sitting next to her. "It feels good, doesn't it? Try riding him." Yoruichi grinned as Soi-Fon slowly started to lift her hips up and down on Byakuya's cock, running her hand through Byakuya's hair. "So how does Soi-Fon feel, Little Byakuya?"

Gritting his teeth, Byakuya's hands went to her waist and the young man started to bounce the girl higher on his cock, his mind blown from the feel of her walls tightening around him. "It…it feels…good!"

Yoruichi sat back and watched as her protégés fucked, dipping a hand to rub her own wet pussy. The two black-haired Soul Reapers were getting busy with each other, their bodies arching as they received pleasure in its highest form. Wrapping his arms around Soi-Fon's waist, Byakuya rolled over, putting him on top. Soi-Fon's arms and legs wrapped around the young Kuchiki as he began to pump into her, feeling him slide against her sweet spots. Both of them looked at each other and in their haze of lust they kissed, their tongues sloppily colliding with as much vigor as their lower halves.

Their eyes widened to the limit when Yoruichi became involved again. She eagerly got behind the two fucking Soul Reapers and started to plesausre them from behind. Byakuya lost control of his hips as she started to lick his balls, squeezing them tenderly with a gentle hand. Soi-Fon's clutch on Byakuya's body tightened when she felt a wet finger insert into her derriere, pushing deep into her asshole. "Guuuuh!" Soi-Fon groaned as both holes were pleasured, her eyes rolling into the back of her head.

It was too much for Soi-Fon to bear. The increased speed of Byakuya's powerful thrusts into her tight pussy as well as the fingering of Yoruichi was too much for her. "Can't…Lady Yoruichi! I'm…I'm cumming!" she shouted, the bubble inside her bursting. Byakuya held the small woman tight as she came around his cock, trying his hardest not to blow his load there as she gushed all over Yoruichi's hand. The captain merely chuckled and patted Byakuya's head as he leaned back, cleaning her dirty hand in the hot spring next to her. As Byakuya pulled out of Soi-Fon the woman shivered in ecstasy, her body shaking from the waves of pleasure hitting her. Turning to Yoruichi, his cock throbbing with need, Byakuya saw Yoruichi in front of him, smirking. "Not bad, Byakuya. But can you handle me?" she teased, gently pushing him down back onto his back.

"Of course, you werecat!" Byakuya said, taking it as an insult to his pride. "I can handle anything you give me!"

Grinning from ear to ear, Yoruichi straddled his lap, her eyes staring intently at Byakuya. "Is that so? Let's put your bravado to the test…."

Byakuya gasped and threw his head back as Yoruichi sank down on his cock, taking it all the way to the base. Byakuya's mind almost caved in as Yoruichi squeezed him with her mature muscles. Smirking at the way Byakuya's face distorted in pleasure, Yoruichi started to bounce on Byakuya's cock, groaning as her pussy was stretched. "Mmmmmh, that's nice…" she moaned. Byakuya stared as her tits bounced along with her, captivating his gaze. He groaned each time Yoruichi squeezed him, his hands reaching up to grab at her breasts. Yoruichi purred as her ass rippled with each bounce, licking her lips as she enjoyed Byakuya's face. She grinned even more as she rolled her hips, making the boy's face distort with pure ecstasy, only for her to gasp in shock as she felt digits poke at the entrance to her backdoor. Turning her head she saw Soi-Fon behind her and smirked.

Taking her smirk as permission, Soi-Fon slipped two fingers inside her mentor's ass, scissoring them and stretching her hole. In response, Bykauya started to thrst up into Yoruichi hard, her body rippling from the young man's thrusts. "Ahhh…" the werecat moaned, cupping her breasts as Byakuya started to rub her clit. "That feel sos good. I'm gonna cum…."

"Lady Yoruichi!" Bykauya grumbled, feeling his sac tighten as he fucked the woman. "I…can I…cum inside you?" he asked, scared he might get Yoruichi pregnant.

Leaning down until her body pressed against his, Yoruichi caressed Byakuya's cheek. "Go ahead. Soi-Fon and I are on the pill so there's no worries." Nodding, Byakuya kissed Yoruichi as Soi-Fon, rubbing her own wet pussy, slipped another finger inside Yoruichi's ass. Both Byakuya and Yoruichi moaned into each other's mouths as they came, the young Kuchiki feeling pure bliss as he came inside his mentor. Soi-Fon smirked as her mentor's muscles clamped down on her fingers as she came.

Yoruichi got off of Byakuya, moaning with want as both holes were emptied, and turned to Soi-Fon. "Alright, Soi-Fon. It's your turn again."

Soi-Fon blinked. "But Lady Yoruichi! I already-"

She was inteurpted when Yoruichi bent her over, putting her onto her hands and knees. "Oh, I know you've already had Byakuya pound your pussy. But…." She grinned as she spread her cheeks, "This time Byakuya's gonna give you anal."

"ANAL-AHHHHHHH!" Soi-Fon cried out as Yoruichi plunged two wet fingers into her ass, stretching her tight hole. "Guhhh!" It felt so awkward to have something go inside her there. Two fingers was much more intense than just one. She gasped as Yoruichi scissored her fingers, opening her ass more. Just when Soi-Fon was on the verge of cumming, Yoruichi having added a third finger, the werecat removed them and turned to Byakuya. The Kuchiki heir, aroused by the sight of his mentor fingerfucking another girl's ass, stroked his cock, slickened from Yoruicih's juices, and mounted the small woman. "Lady Yoruichi!" she shouted as Byakuya pushed the head of his cock into her tight ring of muslces. Even with Yoruichi's prep and Byakuy'as slickened shaft it was still an insanely tight fit. Byakuya gritted his teeth as he slowly pushed into her.

"She's…so…tight!" he groaned, pulling out a little and pushing in a little deeper. Byakuya kept up this rhythm. Soi-Fon struggled to keep herself conscious from the pain as Byakuya soon became fully sheathed inside her asshole.

Sitting down in front of Soi-Fon, Yoruichi caressed Soi-Fon's face, gently soothing her. The mere sight of Yoruichi's beautiful face caused Soi-Fon to relax, her ass loosening to Byakuya. "Go slow, Byakuya. Wait until Soi-Fon is into it then you can speed up," she instructed.

Taking a deep breath, Byakuya pulled out, both Soul Reapers groaning from the feeling. The hot spring was filled with the loud sound of Soi-Fon's cries as Byakuya fucked her in the ass. "AH! AH! OH!" was all Soi-Fon could moan, the pain in her ass subsiding. Her eyes opened up to see Yoruichi laying down in front of her, fingering her creampied hole. The sight made her head spin and she leaned down and started to lick Yoruichi's filled hole while Byakuya took her from behind. All three Soul Reapers moaned as they pleasured each other, the hot springs getting much hotter.

After a few minutes Soi-Fon had loosened up enough so Byakuya felt no more resistance. Soi-Fon's body turned into a boneless mass of pleasure as Byakuya pounded away at her asshole, feeling it go deep inside. ' _He's so deep inside me! I can practically feel him touch my stomach!"_ She continued to lick Yoruichi's pussy, tasting her juices like it was ambrosia. Yoruichi moaned, cupping her breast as her protégé ate her out. Soi-Fon bucked in time with Byakuya's thrusts, squeezing him with her tempting ass.

Sweat rolled down Byakuya's body as he fucked Soi-Fon with all his vigor. But the inexperienced boy wasn't prepared for the tight heat of a woman's ass. "Fuck! I'm…I'm cumming!" he groaned, slamming into Soi-Fon's ass one last time before exploding inside her. "Ahhhh!"

"MMMMMMMH!" Soi-Fon moaned, her eyes rolling into the back of her head like casino slots as she came, her juices gushing all over the ground. Yoruichi lay there and smiled as her students reached bliss together, finding it to be somewhat breathtaking.

Byakuya pulled out of Soi-Fon's ass and sat down, his body caked in sweat. "I'm…done!" he shouted, Soi-Fon collapsing onto the ground.

"Not quite…."

Byakuya turned to see Yoruichi slinking over to him. "But…." He was cut off when Yoruichi cleaned off his dirty cock then picked him up and lowered him into a spring. It wasn't realitivly deep, only going up to his thighs. Picking up Soi-Fon, she carried her over to Byakuya then sat her down, sitting down afterward. Sitting on Byakuya's left, Yoruichi scooted closer and wrapped her hand around Byakuya's sensitive cock. Once Byakuya was nice and hard again, she gestured to Soi-Fon, who'd recovered enough to know she was still in one piece, though her asshole felt like it was on fire.

"Come on, Byakuya. Soi-Fon." Yoruichi lifted herself and pressed her crotch against Byakuya's cock. "Let's all finish this by cumming together!" Soi-Fon, getting what Yoruichi was hinting, lifted her hips and pressed her pussy against Byakuya's cock. Byakuya threw his head back as he was caught in between their scissoring. "Ohhh!" Yoruichi moaned, cupping her breast. "So good!"

"Yes!" Soi-Fon moaned. "Lady Yoruichi! This feels amazing!" Soi-Fon's head rolled back and she pressed harder against the other two. Their legs became entangled as they continued to scissor around Byakuya's cock. All the young man could do was grip the edge of the spring and ride out the tidal wave of pleasure sweeping over him, the night sky turning white.

All three Soul Reapers were already sensitive by this point, so it didn't take long for them to finish their erotic threesome. "Ahhhhhhh!" screamed all three of them as the climaxed, Byakuya shooting his cum onto their pussies as they squirted all over his cock.

Lifting her head after a minute, Yoruichi smiled when she saw that Soi-Fon and Byakuya were close to passing out from exhaustion. Crawling over to them, she kissed them both on the forehead. "It's okay, you two. Rest," she said. "I'll return you to your rooms." Both Byakuya and Soi-Fon closed their eyes and drifted off to sleep.

Waiting for a moment after lifting them out of the spring, Yoruichi sat in between the sleeping teens and a tear rolled down her face, knowing this may be the last time she'd ever see them again. Taking hold of Soi-Fon's hand, Yoruichi smiled down at her little bee. "Soi-Fon, forgive me. Nothing would make me happier than to take you with me, but your place is here. Without me, the men will need someone to keep them in line." She ran a hand across Soi-Fon's cheek, a small smile on her face as she remembered her time training the girl. "Be strong, my little bee…."

She turned to Byakuya and ran a hand through his hair. "Byakuya, I know that beneath that young hot head of your is a man of great strength. Even without me, I know you'll be a good man. I wish I could see you grow into a man." She leaned down and kissed his forehead again. "I'll miss you," she whispered.

Steeling her heart, she picked up Soi-Fon and quickly returned her to her room before going back to Byakuya. Returning to the hot spring one final time, she put her clothes back on and looked around, knowing this was the last time she'd be here and sighed. "Guess it's time I got moving. Those two aren't going to save themselves…."

The End


End file.
